Heartland Financial USA, Inc. (NASDAQ: HTLF) announced today that
it has completed its acquisition of CIC Bancshares, Inc., parent company
of Centennial Bank, headquartered in Denver, Colorado.
The aggregate purchase price was $83.5 million, subject to certain
adjustments, with approximately 20 percent of the consideration paid in
cash and 80 percent in HTLF common stock. Heartland expects the
transaction to be accretive to earnings in the first full year following
the systems integration, which is planned for mid-2016.
Simultaneous with closing of the transaction, Centennial Bank was merged
into Heartland’s Colorado-based subsidiary, Summit Bank & Trust, with
the resulting institution now operating under the name Centennial Bank
and Trust. The management team is led by Kevin Ahern who serves as
Executive Chairman of the Board, John Rhoades as Vice-Chairman of the
Board, Jim Basey as Chief Executive Officer and Steven Ward as
President. Ward is moving to Centennial Bank and Trust from Heartland’s
Illinois Bank & Trust subsidiary, where he has served as President and
CEO for the past eight years.
As of December 31, 2015, CIC Bancshares had assets of
approximately $752 million, loans outstanding of $582 million and
deposits of $656 million. The acquisition expands Heartland’s footprint
in Colorado from 3 to 17 banking centers and nationally from 94 to 108
banking centers serving 12 states.
Piper Jaffray & Co. served as financial advisor to CIC Bancshares and
Bieging Shapiro & Barber LLP served as CIC Bancshares’ legal advisor.
Panoramic Capital Advisors Inc. served as financial advisor to
Heartland, and Dorsey & Whitney LLP served as Heartland’s legal advisor.
About Heartland Financial USA, Inc.
Heartland Financial USA, Inc. is a diversified financial services
company with assets exceeding $8 billion. The company provides banking,
mortgage, private client, investment, insurance and consumer finance
services to individuals and businesses. Heartland currently has 108
banking locations serving 85 communities in Iowa, Illinois, Wisconsin,
New Mexico, Arizona, Montana, Colorado, Minnesota, Kansas, Missouri,
Texas and California, with mortgage loan production offices in
California, Nevada and Idaho. Additional information about Heartland
Financial USA, Inc. is available at www.htlf.com.
Safe Harbor Statement
This release, and future oral and
written statements of Heartland and its management, may contain
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 about Heartland’s financial condition,
results of operations, plans, objectives, future performance and
business. Although these forward-looking statements are based upon the
beliefs, expectations and assumptions of Heartland’s management, there
are a number of factors, many of which are beyond the ability of
management to control or predict, that could cause actual results to
differ materially from those in its forward-looking statements. These
factors, which are detailed in the risk factors included in Heartland’s
Annual Report on Form 10-K filed with the Securities and Exchange
Commission, include, among others: (i) the strength of the local and
national economy; (ii) the economic impact of past and any future
terrorist threats and attacks and any acts of war, (iii) changes in
state and federal laws, regulations and governmental policies concerning
the Company’s general business; (iv) changes in interest rates and
prepayment rates of the Company’s assets; (v) increased competition in
the financial services sector and the inability to attract new
customers; (vi) changes in technology and the ability to develop and
maintain secure and reliable electronic systems; (vii) the loss of key
executives or employees; (viii) changes in consumer spending; (ix)
unexpected results of acquisitions; (x) unexpected outcomes of existing
or new litigation involving the Company; and (xi) changes in accounting
policies and practices. All statements in this release, including
forward-looking statements, speak only as of the date they are made, and
Heartland undertakes no obligation to update any statement in light of
new information or future events.
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